Board Resolution And Notice Of Class Meeting
(a) Board Resolution to call a class meeting
RESOLVED THAT a meeting of the preference shareholders of the Company be convened and held on ___________ the _________ day of _______ 20 _________ at __________at _______ A.M/P.M. for considering, and if thought fit, adopting the following resolutions:
“(1) __________________________________________”
“(2) __________________________________________”
(Indicate the resolutions)
RESOLVED FURTHER THAT the Company Secretary be and is hereby directed to issue notice of the meeting to the members entitled to attend the meeting.
Where on the same day an extraordinary general meeting of the Company is also to be held, the same resolution can provide further:B
RESOLVED FURTHER THAT an extraordinary general meeting of the Company be convened and held on ____________ at ____________ at _________ for __________ considering, and, it thought fit, passing the following resolution : “__________________________________’’and that the Company Secretary be and is hereby directed to issue notice thereof.
(b) Notice of class meeting
Notice is hereby given that a Separate Class Meeting of the holders of _________ per cent Redeemable Cumulative Preference Shares in the share capital of the Company will be held at the Registered Office of the Company at _________ on _________ at _________ A.M./P.M. to transact the following business:
Special Business
1. To consider and, if thought fit, to pass the following resolution as a Special Resolution with or without modification:
RESOLVED THAT subject to the compliance of the provisions of the SEBI regulations and in pursuance of Section 61 and other applicable provisions, if any, of the Companies Act, 2013, consent of the Company be and is hereby accorded for the extension in the redemption period of _____________ to ___________ years of the _______________ Redeemable Cumulative Preference Shares of ` _____________ each of the Company, of which ___________ Redeemable Cumulative Preference Shares of ` _____________ each were allotted on ______ and ________ Redeemable Cumulative Preference Shares of ` _________ each were allotted on ________ by a further period of __________ years from their respective due dates of redemption, namely, ____________ and _______ for the __________ Redeemable Cumulative Preference Shares __________ of ` each so that the Redeemable Cumulative Preference Shares shall be redeemable in two annual installments of ` ___________ and ` __________ on and ___________ respectively.
RESOLVED FURTHER THAT on such extension becoming effective, the rate of cumulative preference dividend on the said redeemable Cumulative Preference shares be increased from ____________ % __________ to __________ % ___________ from the said due dates of redemption.
2. To consider and, if thought fit to pass the following Resolution as a Special Resolution with or without modification:
Resolved that on the above resolution becoming effective, existing Clauses ________ and ________ of the Articles of Association be substituted by the following :
“_____________________________________________” An Explanatory statement pursuant to Section 102 of the Companies Act, 2013, is annexed hereto.
All Redeemable Cumulative Preference shareholders are requested to be present in person or by proxy.
A member entitled to attend and vote at a meeting is entitled to appoint a proxy to attend and vote instead of himself and a proxy need not be a member.
By Order of the Board
Place :
Dated : Company Secretary
Explanatory Statement
(As required by Section 102 of the Companies Act, 2013).
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